STATE OF THE COMPANY’S AFFAIRS
MAJOR LINE OF BUSINESS - Manufacturing

I. Solar PV Modules, TOPCon - N Type Modules

II. String Combiners and Mounting structures

III. Electrical Switch Boards (For Solar Projects)

IV. Servo Stabilisers

MAJOR LINE OF BUSINESS - Projects & Services

I. Product Distribution through Channel Partners (Solar Power &
Solar Water Pumping)

II. Rooftop Solar Power Projects

III. Ground Mounted/Utility scale Solar Power Projects (Turnkey
EPC contracts)

IV. Green Energy Generation - Independent Power Producer
(IPP) and RESCO

V. BESS (Battery Energy Storage Systems) - Design and
Implementation

SWELECT is in the expansion phase both for product manufacturing
by introducing new product lines and geographical reach by
expansion at National level.

GENERAL REVIEW OF THE FINANCIAL
PERFORMANCE OF THE COMPANY
STANDALONE

During the year under review, the Company registered a
turnover of ' 37,613.21 Lakhs, as compared to ' 43,134.11
Lakhs in the previous year, reflecting a decline of 12.80% on
a year-on-year basis. However, the Company demonstrated a
significant improvement in profitability, recording a Net Profit
of ' 1,956.40 Lakhs during the year as against ' 857.66 Lakhs
in the previous year, representing a robust growth of 128.11%
over the preceding year. This was largely driven by focused
cost control, leaner operations and improved business
efficiencies during the year.

CONSOLIDATED

For the financial year under consideration, the Company
reported a turnover of ' 65,712.33 Lakhs as against ' 62,167.11
Lakhs in the preceding year, posting a growth of 5.70% on a year-
on-year basis. On the profitability front, the Company recorded
a Net Profit of ' 5,758.31 Lakhs for the year under consideration
as against ' 1,397.80 Lakhs in the preceding year, reflecting a
substantial increase of 311.96% over the previous year. This
strong performance reflects the combined efforts of the Group
towards better resource utilisation, cost efficiency and sound
business practices across operations.

DIVIDEND

The Board of Directors have recommended a final Dividend
of ' 3.50 (Rupees Three and fifty paise only) per equity share
[@ 35% on the Equity Share Capital of ' 15,15,87,600/- (Rupees
Fifteen Crore Fifteen Lakhs Eighty Seven Thousand Six Hundred
Only)], for the year ended 31 March 2026, subject to approval
of the shareholders at the ensuing 31^st Annual General Meeting
(AGM) of the Company. The outflow for the Company would
be ' 530.56 Lakhs towards final dividend.

In accordance with the provisions of the Income Tax Act, 2025,
dividend income is taxable in the hands of the shareholders,
and the Company is required to deduct tax at source (TDS) at
the prescribed rates at the time of payment of such dividend.

SHARE CAPITAL

As on 31 March 2026, the Authorized Share Capital of the
Company is ' 72,50,00,000/- (Rupees Seventy Two Crores and
Fifty Lakhs Only) divided into 7,25,00,000 (Seven Crores and
Twenty Five Lakhs) Equity Shares of ' 10/- (Rupees Ten Only) each.

There was no change in the issued, subscribed and paid-up
equity share capital of the Company during the year under
review. As on 31 March 2026, the issued, subscribed and paid-
up equity share capital stood at ' 15,15,87,600/- (Rupees Fifteen
Crores Fifteen Lakhs Eighty Seven Thousand and Six Hundred
Only) divided into 1,51,58,760 (One Crore Fifty One Lakhs Fifty
Eight Thousand Seven Hundred and Sixty) Equity Shares of
'10/- (Rupees Ten Only) each, fully paid up.

TRANSFER TO RESERVES

During the year, your Company has not proposed to transfer
any amount to general reserve.

EMPLOYEE STOCK OPTION SCHEME

The shareholders of the Company at their meeting held on
25 July 2025, have approved 3,03,175 Options, when exercised,
convertible into 3,03,175 equity shares of the Company
(“ESOPs”) under the SWELECT Employees Stock Option
Scheme, 2025 to the eligible employees of the Company and
its subsidiaries.

Out of 3,03,175 options, the Compensation Committee (“CC”) of
the Company has considered and approved the following grants:

I. At the meeting held on 24 December 2025, 2,84,700
employee stock options, when exercised would be
convertible into 2,84,700 equity shares of the Company.

II. At the meeting held on 20 May 2026, 12,000 employee
stock options, when exercised would be convertible into
12,000 equity shares of the Company.

Hence the total options granted under SWELECT Employees
Stock Option Scheme 2025 till the date of this Report are
2,96,700 options.

The Plan has been formulated in accordance with the
provisions of the Companies Act, 2013 and the SEBI (Share
Based Employee Benefits and Sweat Equity) Regulations, 2021
[SEBI (SBEB & SE) Regulations, 2021].

The statutory disclosures as mandated under the Companies
Act, 2013 and SEBI (SBEB & SE) Regulations, 2021 Regulations
and a certificate from Secretarial Auditors, confirming
implementation of the Scheme in accordance with SEBI (SBEB
& SE) Regulations, 2021 and Members resolutions have been
hosted on the website of the Company athttps://swelectes.
com/investors/esop-scheme.php. The same will also be
available for electronic inspection by the Members during the
AGM of the Company.

SUBSIDIARIES, JOINT VENTURES OR
ASSOCIATE COMPANIES

The Company has Ten Wholly Owned Subsidiaries (out of
which two are incorporated outside India), One Wholly Owned
Step Down Subsidiary, Seven Subsidiaries and one Joint
Venture (JV) as on the date of this report.

During the year under review, SWELECT Energy Systems Pte.
Ltd. (SWELECT Singapore) a Wholly Owned Subsidiary of the
company has entered into a Joint Venture and Incorporated:

I. GalaxyWatt Pte. Ltd. in Singapore with 50% Investment
made by SWELECT Singapore and 50% by two individuals

II. SWELECT Fortify Pte. Ltd. in Singapore with 50%
Investment made by SWELECT Singapore and 50% by
FORTIFYGRID LLC, USA

Mr. R Chellappan, Whole-time Director and Vice-Chairman
of the Company, was Nominated as Director on behalf
of SWELECT Singapore in the above said Joint Venture
Companies.

The Board of Directors at their meeting held on 21 May 2026,
have reviewed the financial statements of the subsidiary
companies.

Pursuant to the provisions of Section 129(3) of the Companies
Act, 2013 read with Rule 5 of the Companies (Accounts) Rules,
2014, (as amended) a statement containing salient features of
the financial statements of the Company's subsidiaries and
Joint Venture in Form AOC-1 is being attached to the financial
statements of the Company. This statement provides details of
the performance and financial position of each subsidiary and
the performance of the joint venture.

NEWLY INCORPORATED JOINT VENTURE

The Company has entered into a Joint venture with FortifyGrid
LLC, USA and incorporated SWELECT FORTIFYGRID INDIA
PRIVATE LIMITED on 18 March 2026. The joint venture has
been established with a 50:50 equity participation structure,
with an initial investment of ' 5,00,000/- (Rupees Five Lakhs
Only) comprising of 50,000 Equity shares of ' 10/- each by the
Company and FortifyGrid LLC, USA.

The objects of the new Joint Venture include design,
develop, undertake the jobs of engineering, procurement,
commissioning, operation and maintenance of renewable
energy based power generating systems, to create and design
cutting-edge battery storage products (hardware and software)
for residential, commercial, industrial and utility-scale use, off¬
site construction and project management of Battery Energy
Storage Systems (BESS). The Company is exploring various
strategic opportunities to commence its business activity.

CHANGE IN THE STATUS OF WHOLLY
OWNED SUBSIDIARY

During the year under review, the status of one of the Wholly
Owned Subsidiary “ESG Green Energy Private Limited” was
changed to Subsidiary, consequent to the investment made by
the third party investors under Group Captive Scheme.

DEPOSITS

The Company did not accept any public deposits as defined
under Chapter V of the Companies Act, 2013 (the Act) during
the year.

DIRECTORS OR KEY MANAGERIAL
PERSONNEL

• The Shareholders at the Annual General Meeting held
on 25 July 2025 have appointed Mrs. Uma Prakash (DIN:
03206624) as a Non-Executive, Independent Director of
the Company to hold office for a first term up to 5 (Five)
consecutive years with effect from 30 May 2025.

• The shareholders through postal ballot on 15 November
2025 have approved the Change in Designation and
Appointment of Mr. R. Chellappan (DIN: 00016958) from
Managing Director to Whole-time Director and Vice¬
Chairman of the Company for a period of 5 years with
effect from 04 September 2025.

• The shareholders through postal ballot on 15 November
2025 have approved the appointment of Dr. Arulkumar
Pudur Shanmugasundaram (DIN: 08371976) as the Chief
Executive Officer and Managing Director for a period of
5 years with effect from 04 September 2025.

• Mr. A Balan (DIN: 00017091) who was reappointed as
Whole-time Director (Joint Managing Director) for a
period of Five years with effect from 03 October 2025 by
the shareholder at their Annual General Meeting of the
Company held on 25 July 2025 was re-designated and
appointed as Whole-Time Director of the Company for a
period of 5 years with effect from 04 September 2025 by
the Shareholders of the Company through postal ballot on
15 November 2025.

• During the year under review, Mr. Gnanasekar Sukumar
Samuel (DIN: 05284689) completed his second
consecutive term as an Independent Director on 27 July
2025. He was appointed by the Board of Directors as an
additional director (Non-Executive, Non-Independent)
with effect from 04 September 2025 and was regularized
and appointed as a Non-Executive, Non-Independent
Director of the Company by the Shareholders through
postal ballot on 15 November 2025.

• Mr. K.V Nachiappan (DIN: 00017182) Whole Time Director
and Mrs. Jayashree Nachiappan (DIN: 03173327) Non¬
Executive, Non-Independent Director of the Company are
liable to retire by rotation at the ensuing Annual General
Meeting (AGM) and being eligible, offers themselves
for re-appointment. The Nomination and Remuneration
Committee and Board of Directors have recommended
the same.

STATEMENT REGARDING OPINION
OF THE BOARD WITH REGARD TO
INTEGRITY, EXPERTISE AND EXPERIENCE
(INCLUDING THE PROFICIENCY) OF THE
INDEPENDENT DIRECTORS APPOINTED
DURING THE YEAR

During the year under review, based on the recommendation
of the Nomination & Remuneration Committee, the Board
at its meeting held on 30 May 2025 has appointed Mrs. Uma
Prakash (DIN: 03206624) as an Independent Director of the
Company for a period of five years (first term) with effect from
30 May 2025.

Mrs. Uma Prakash is a Chartered Accountant and a certified
Fraud Examiner with more than 2.5 decades of experience in
the areas of internal audit, forensic investigations and corporate
governance. She started her career with EY and moved on to
practice independently and currently associated with JCSS (a
large tier 2 firm pan India and overseas) as an Advisor.

She is actively involved with the Institute of Internal auditors
(IIA) which is an international body and was nominated to
the All India Council and became the first woman President

of IIA India. She continues to be part of IIA as a management
committee member.

Mrs. Uma Prakash possess appropriate Skills, Experience
and knowledge in Finance, Law, Management and Corporate
governance which will benefit the growth of the Company.

After taking into consideration of the above integrity, expertise
and experience which are required for sustainable growth
of the Company, the appointment of Mrs. Uma Prakash was
approved by the shareholders at the 30^th Annual general
meeting held on 25 July 2025.

Pursuant to the provisions of section 150 of the Companies
Act, 2013 and the Companies (Appointment and Qualification
of Directors) Rules, 2014 (as amended from time to time), the
above Director had registered her details in the portal of Indian
Institute of Corporate Affairs and has to complete an online
proficiency test within the timeline as stipulated by Indian
Institute of Corporate Affairs.

NUMBER OF BOARD MEETINGS

There were Nine meetings of the Board of Directors held during
the FY 2025-26. The details are provided in the Corporate
Governance Report that forms part of this Annual Report. The
interval between any two Board Meetings was well within the
maximum allowed gap of 120 days.

DISCLOSURE ON COMPOSITION
OF AUDIT COMMITTEE AND ITS
RECOMMENDATION

The details of Composition of Audit Committee along with
its terms of reference are given in the Corporate Governance
Report. All recommendations of the Audit Committee were
accepted by the Board.

DETAILS OF ESTABLISHMENT OF VIGIL
MECHANISM FOR DIRECTORS AND
EMPLOYEES

The Company has adopted the Vigil mechanism and the details
are given in the Corporate Governance Report.

DISCLOSURE UNDER THE SEXUAL
HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION,

PROHIBITION AND REDRESSAL) ACT, 2013.

The Company has established an Anti-Sexual Harassment
Policy in accordance with the Sexual Harassment of Women
at Workplace (Prevention, Prohibition & Redressal) Act, 2013.
As mandated by the Act, an Internal Complaints Committee

(ICC) has been duly constituted to address and resolve sexual
harassment complaints. The policy extends to all categories of
employees, including permanent, contractual, temporary and
trainee staff.

To foster a safe and respectful workplace, the Company
actively promotes awareness around Prevention of Sexual
Harassment (POSH) through regular sensitisation programmes
conducted for employees across all levels — including regular,
contractual and trainee staff. Additionally, POSH awareness has
been integrated into the induction programme to ensure that
all new joiners are informed about the policy from the outset.

The members of the Committee are:

Corporate Office (Chennai):

Presiding officer:

Ms. Aarthi Balan

Members:

1. Ms. C. Preethy

2. Ms. Bindhu

3. Mr. R. Kalidasan

4. Ms. Sandhya Jaichandren - External Member from NGO
Plant (Idappadi):

Presiding officer:

Ms. Preetha Balan

Members:

1. Ms. P. Malathi

2. Ms. A. Kokilavani

3. Mr. P. Kathirvel

4. Ms. Sandhya Jaichandren - External Member from NGO.

The following is a summary of sexual harassment complaints
received and disposed off during the year FY 2025-26.

No. of complaints of sexual harassment received
in the year : Nil

No. of complaints disposed off during the year: Nil

No. of cases pending for more than ninety days: Nil

CODE OF CONDUCT AND PREVENTION
OF INSIDER TRADING

The Company has implemented a Code of Conduct governing
the duties and responsibilities of its Directors and Employees .

In addition, a separate Code of Conduct to Regulate, Monitor
and Report Trading by Designated Persons has also been

adopted in compliance with the Securities and Exchange Board
of India (SEBI) regulations on Prohibition of Insider Trading.
This Code prohibits Designated Persons from trading in the
Company's securities when in possession of Unpublished
Price Sensitive Information (UPSI) or during the periods when
the Trading Window remains closed.

In accordance with SEBI regulatory requirements, the Company
maintains a software (Structural Digital Database) wherein the
details of Directors, Promoters, designated persons and their
immediate relatives including the members of the Audit team
(statutory, internal, cost and secretarial auditors). This database
is monitored by the Company on a periodic basis.

The intimation of trading window closure and handling of
unpublished price sensitive information is being communicated
to the above persons through the above software. The PAN of
above persons will be frozen during the trading window closure
period by the Stock Exchanges and Depositories based on the
details given by the Company to prevent the insider trading.

The Code of conduct of Board of Directors and Senior
Management Personnel and Code for regulation, monitoring
and reporting of Insider Trading by Designated Persons are
made available in the Company's website www.swelectes.com
under investors' page.

STATUTORY AUDITORS

M/s. Deloitte Haskins & Sells LLP, Chartered Accountants
(Firm Registration No. 117366W/W-100018) were reappointed
as Statutory Auditors of the Company at the 27^th AGM held
on July 28, 2022, for a period of five years commencing
from the conclusion of 27^th AGM (2022) till the conclusion of
32^nd AGM (2027).

STATUTORY AUDITORS REPORT

The Statutory Auditors in their report for the FY 2025-26, have
given an unmodified opinion on the financial statements of the
Company and the same is being attached to this report.

SECRETARIAL AUDIT REPORT

At the 30^th Annual General Meeting held on 25 July 2025, the
shareholders appointed M/s. KRA & Associates, Practicing
Company Secretaries, Chennai, as the Secretarial Auditors
of the Company for a term of five consecutive years, from
FY 2025-26 to FY 2029-30, to conduct the Secretarial Audit
pursuant to Section 204 of the Companies Act, 2013 and
Regulation 24A of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

Accordingly, The Secretarial Auditors' Report given by KRA &
Associates for the FY 2025-26 is being attached as a part of this

Report as Annexure - 1. There were no qualifications made by
the Secretarial Auditor in their Report.

COST RECORDS AND COST AUDIT

Pursuant to Section 148 of the Companies Act, 2013 read
with Companies (Cost Records and Audit) Rules, 2014 and
amendments thereof, the Company is required to maintain
cost accounting records in respect of certain products of the
Company and accordingly the Cost Accounting Records are
maintained by the Company and audited as required. Further,
the Company has completed the filing of Cost Audit Report,
with the Ministry of Corporate Affairs, for the FY 2024-25 in
eXtensible Business Reporting Language (XBRL) format.

M/s. Ravichandran Bhagyalakshmi & Associates, Cost Auditors
of the Company will submit their report for the FY 2025-26
within the time limit stipulated in the Companies (Cost Records
and Audit) Rules, 2014.

The Board, based on the recommendation of the Audit
Committee, has appointed M/s. Ravichandran Bhagyalakshmi
& Associates, Cost Accountants (Firm Registration No. 001253)
as the Cost Auditors for the FY 2026-27. M/s. Ravichandran
Bhagyalakshmi & Associates, Cost Auditors, being eligible,
have consented to act as the Cost Auditors of the Company
for the FY 2026-27 for a remuneration of ' 1,50,000/- (excluding
applicable taxes and reimbursement, if any). The remuneration
of the Cost Auditor is subject to ratification by the members of
the Company in the ensuing AGM.

MANAGEMENT DISCUSSION AND
ANALYSIS

The Management Discussion and Analysis Report for the year
ended 31 March 2026, as required under SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, is presented in
a separate section forming part of this Annual Report.

CONSERVATION OF ENERGY,

TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO

The Conservation of Energy, Technology absorption and
Foreign Exchange earnings and outgo forms part of this report
and is given as Annexure - 2.

ANNUAL RETURN

The Annual Return of the Company for the FY 2025-26 is due to
be filed with the Ministry of Corporate Affairs within 60 days
from the date of AGM scheduled to be held on 31 July 2026
and the same will be made available on the website of the
Company www.swelectes.comunder investors page.

The Annual Return of the Company for the previous year (2024¬
25) is available on the Company's website www.swelectes.com
under web linkhttps://swelectes.com/investors/financial-
information/annual-return.php.

PARTICULARS OF LOANS, GUARANTEES
AND INVESTMENTS UNDER SECTION 186

The details of Loans, Guarantees and Investments covered
under the provisions of Section 186 of the Companies Act, 2013
are given in the notes to the Financial Statements.

STATEMENT INDICATING DEVELOPMENT
AND IMPLEMENTATION OF A RISK
MANAGEMENT POLICY

The details of development and implementation of risk
management policy are provided in the Corporate Governance
Report which forms a part of this Annual report.

CORPORATE SOCIAL RESPONSIBILITY

The Company undertakes “Corporate Social Responsibility”
(CSR) initiatives directly / through implementing agency to
the public for improving the quality of life which includes
education, healthcare and sanitation, imparting vocational skills
and Livelihood enhancement projects etc. During the year
FY 2025 - 26, the Company has contributed funds to the society
for their betterment and the Company will undertake newer
CSR initiatives in the years to come.

The Annual Report on CSR Activities in the prescribed format is
given in the Annexure - 3.

Details of composition of the CSR Committee, number of
meetings held during the year and other particulars are given
in the Corporate Governance Report which forms a part of this
Annual Report.

PARTICULARS OF CONTRACTS AND
ARRANGEMENTS WITH RELATED
PARTIES

All contracts / arrangements / transactions entered by the
Company during the financial year with Related Parties were in
the ordinary course of business and at arm's length basis.

The disclosure required u/s 134 (3) (h) of the Companies
Act, 2013 in form AOC-2 is being annexed to this Report as
Annexure - 4.

The Policy on materiality of Related Party Transactions
and on dealing with related party transactions approved
by the Board can be accessed on the Company's
website www.swelectes.comunder investors' page
https://swelectes.com/pdf/policies/RPT%20Policy.pdf

Members may refer to the notes to the financial statements
which sets out related party disclosures for the current and
previous financial years.

SIGNIFICANT AND MATERIAL ORDERS

During the year there were no significant and material orders
passed by the Regulators or Courts or Tribunals impacting the
going concern status and company's operations in future.

INTERNAL FINANCIAL CONTROL
SYSTEMS AND THEIR ADEQUACY

The details in respect of internal financial control and their
adequacy are included in the Management Discussion and
Analysis Report which forms a part of this Annual report.

ANNUAL BOARD EVALUATION AND
FAMILIARIZING PROGRAMME

The Nomination and Remuneration Committee has evaluated
the performance of all Directors of the Company at its meeting
held on 13 February 2026 and was satisfied with the same. The
Board at its meeting held on 13 February 2026 carried out an
annual evaluation of its own performance, the directors and
committees of the Board based on the guideline formulated
by the Nomination and Remuneration Committee. The broad
parameters considered during the evaluation process include
the Board composition, quality and timely flow of information,
frequency of meetings and level of participation in discussions
etc. The Board of Directors conveyed their satisfactory opinion
on the above evaluation.

Further, during the year the Independent Directors of the
Company met on 9 March 2026 to review the performance of
Non-Independent Directors, Chairperson of the Board and the
Board of Directors as a whole. The Independent Directors had
conveyed their satisfactory opinion with regard to review and
access of details as stated above.

The Independent Directors of the Company are being
familiarised by the management and outside professional
experts at frequent intervals with regard to nature of the
business, business model, their roles, rights and responsibilities
and other relevant information to the Company. The details of
the familiarisation programmes attended by the Independent
Directors are available on the website of the Company.

MATERIAL CHANGES AND
COMMITMENTS AFFECTING THE
FINANCIAL POSITION OF THE COMPANY

There were no material changes and commitments affecting
the financial position of the Company between the end of the
financial year, i,e., 31 March 2026 and the date of this report i,e.,
21 May 2026.

DISCLOSURE OF ACCOUNTING
TREATMENT

The Company has followed the Accounting Standards
specified under Rule 3 and 4 of the Companies (Indian
Accounting Standards) Rules, 2015 (as amended) to the extent
applicable, in the preparation of the financial statements.

CORPORATE GOVERNANCE CERTIFICATE

A report on Corporate Governance as stipulated under SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015, is being attached to this Report.

A Compliance Certificate from Mr. R. Kannan, Senior Partner
of M/s. KRA & Associates, Practicing Company Secretaries,
regarding compliance of conditions of Corporate Governance
as stipulated under the aforesaid regulation is also annexed to
this report as Annexure - 5.

DIRECTORS’ RESPONSIBILITY STATEMENT

In accordance with the provisions of section 134(5) of the
Companies Act, 2013, your directors confirm that:

(a) i n the preparation of the annual accounts for the year
ended 31 March, 2026, the applicable accounting
standards had been followed and that there are no
material departures from the same;

(b) they have selected such accounting policies and applied
them consistently and made judgments and estimates
that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the company at the end
of the financial year and of the profit of the company for
that period;

(c) they have taken proper and sufficient care for the
maintenance of adequate accounting records in
accordance with the provisions of Companies Act, 2013,
for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;

(d) they have prepared the annual accounts on a going
concern basis;

(e) they have laid down internal financial controls to be
followed by the Company and that such internal financial
controls are adequate and were operating effectively; and

(f) they have devised proper systems to ensure compliance
with the provisions of all applicable laws and that such
systems were adequate and operating effectively.

DETAILS IN RESPECT OF FRAUDS
REPORTED BY AUDITORS UNDER
SECTION 143(12) OF THE COMPANIES
ACT 2013, OTHER THAN THOSE WHICH
ARE REPORTABLE TO THE CENTRAL
GOVERNMENT

The Statutory Auditors have stated that, no fraud by the
Company or no material fraud on the Company by its officers
and employees had been noticed or reported during the year
ended 31 March 2026.

DECLARATION BY INDEPENDENT
DIRECTORS

Pursuant to Section 149(7) of the Companies Act, 2013, the
Independent Directors of the Company have given a declaration
to the Company that they qualify the criteria of independence
as required under Section 149(6) of the Companies Act, 2013
and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015

DIRECTOR’S APPOINTMENT AND
REMUNERATION POLICY

The Board, based on the recommendation of the Nomination
and Remuneration Committee, had formulated a policy on
remuneration of Directors, Key Managerial Personnel and
Senior Management Personnel of the Company. The policy
covers the appointment, including criteria for determining
qualification, positive attributes, independence and
remuneration of its Directors, Key Managerial Personnel
and Senior Management Personnel. The Nomination and
Remuneration Policy is given in Annexure - 6. The same is
also available on the Company's website under a web link :
https://swelectes.com/pdf/policies/NRC-Policy.pdf

PARTICULARS OF EMPLOYEES

Pursuant to Section 197 read with rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel)
Amendment Rules, 2014, the required details are given in
Annexure - 7.

MATERNITY BENEFITS

The Company has complied with all the applicable provisions
relating to the Maternity Benefits Act, 1961, during the year
ended 31 March 2026.

SECRETARIAL STANDARDS

The Company has complied with all the applicable provisions
of Secretarial Standards on Meetings of Board of Directors (SS-
1) and Secretarial Standards on General Meetings (SS-2) issued
by the Institute of Company Secretaries of India during the year
ended 31 March 2026.

OTHER CONFIRMATIONS

The Board of Directors state that no disclosure or reporting is
required in respect of the following matters as there were no
transactions on these matters during the year under review:

i. There is no application/proceeding pending under the
Insolvency and Bankruptcy Code, 2016 during the year
under review;

ii. There are no instances of onetime settlement with any
Bank or Financial Institutions.

ACKNOWLEDGEMENT

Your Board places on record its deep appreciation to all the
employees for their hard work dedication and commitment.
The Board appreciates the support and co-operation
received from the Government of India, State Governments,
Banks, Suppliers, Employees, Customers and Vendors, whom
your company looks upon as its valued partners in the path
of progress. Your Directors also wish to place on record
their appreciation for the valuable services rendered by
Depositories, Stock Exchanges, Professionals and the Registrar
to an Issue and Share Transfer Agent. Your Directors thank all
valuable Investors who have been with the Company all these
years and are also very much pleased to welcome all the new
Investors and thank them for their continued patronage and
confidence reposed in the Management.